Print Page  Close Window

SEC Filings

S-1/A
CHARTER COMMUNICATIONS, INC. /MO/ filed this Form S-1/A on 11/01/1999
Entire Document
 
<PAGE>   96
 
   
$1,000 to the holders who delivered timely consents to amending the indenture.
We repurchased the promissory note issued to Monroe Rifkin for $3.4 million.
    
 
   
     FALCON DEBENTURES AND NOTES.   Falcon has outstanding publicly held debt
comprised of 8.375% senior debentures due 2010 and 9.285% senior discount
debentures due 2010, as well as 11.56% subordinated notes due 2001. As of June
30, 1999, $375.0 million total principal amount of senior debentures and
approximately $15.0 million principal amount of subordinated notes were
outstanding and the accreted value of the Falcon senior discount debentures was
approximately $308.7 million. Interest on the Falcon senior debentures is
payable semi-annually on April 15 and October 15 of each year. No interest on
the Falcon senior discount debentures will be payable prior to April 15, 2003.
From and after April 15, 2003, the issuers of the senior discount debentures may
elect to commence accrual of cash interest payment on any date, and the interest
will be payable semi-annually in cash on each April 15 and October 15
thereafter. Interest on the subordinated notes is payable semi-annually on March
31 and September 30 of each year. Our acquisition of Falcon will trigger change
of control provisions under the Falcon debentures that will require us to make
offers to repurchase these notes at prices equal to 101% of the outstanding
principal amounts, plus accrued interest. In addition, our acquisition of Falcon
will constitute an event of default under the terms of the Falcon subordinated
notes and will give rise, if written notice is given by holders of a majority in
outstanding principal amount, to an obligation to repay all outstanding
principal and accrued interest on the Falcon subordinated notes, plus a
specified premium.
    
 
   
     We intend to finance required repayments of Falcon debentures and notes
with additional debt financing that has not yet been arranged. We have obtained
a commitment from Goldman Sachs Credit Partners L.P. to provide to Falcon bridge
loans of up to $750 million to finance these repayments until additional debt
financing can be arranged or if additional debt financing is unavailable. For a
description of this bridge loan facility, see "Description of Certain
Indebtedness".
    
 
   
     FALCON CREDIT FACILITIES.   In connection with the Falcon acquisition, we
have amended and restated, effective upon the closing of the acquisition, the
existing Falcon credit facilities providing for available borrowing capacity of
$1.25 billion. As of June 30, 1999, $967.0 million was outstanding, $183.0
million was committed and available for borrowing and an additional $110.0
million supplemental revolving facility was committed and will be available for
borrowing upon completion of the Falcon acquisition under these credit
facilities. It is also our intention to raise commitments for an additional
supplemental revolving credit facility in the maximum amount of $240.0 million.
    
 
     AVALON NOTES.   Avalon has 11 7/8% senior discount notes due 2008 and
9 3/8% senior subordinated notes due 2008. As of June 30, 1999, the accreted
value of the Avalon 11 7/8% senior discount notes was $118.1 and $150.0 million
in total principal 9 3/8% senior subordinated notes remained outstanding. Before
December 1, 2003, there will be no payments of cash interest on the 11 7/8%
senior discount notes. After December 1, 2003, cash interest on the 11 7/8%
senior discount notes will be payable semi-annually on June 1 and December 1 of
each year, commencing June 1, 2004. Interest on the 9 3/8% senior
 
                                       93